OPA: Grimshaw House - City of Anaheim

terms, conditions, provisions and covenants set forth in the Agreement and this Memorandum,
the terms, conditions, provisions and covenants set forth in the Agreement shall prevail.
Section 3. Reentry and Revesting of Title to Site After Closing and Prior to Issuance of
Release of Construction Covenants. Agency has the right, at its election, to reenter and take
possession of the Site, with all Improvements thereon, and terminate and revest in Agency the
estate conveyed to Developer if after the Closing and before the issuance of the Release of
Construction Covenants, Developer shall:
(a) fail to start the construction of the Developer Improvements on or before
the Outside Construction Commencement Date; or
(b) abandon or substantially suspend construction of the Developer
Improvements for a period of one hundred twenty (120) days after Notice
thereof from the Agency; or
(c) contrary to the provisions of Section 800, Transfer or suffer any
involuntary Transfer in violation of this Agreement, and such Transfer has
not been approved by the Agency or rescinded within sixty (60) days of
notice thereof from Agency to Developer.
Such right to reenter, terminate and revest shall be subject to and be limited by
and shall not defeat, render invalid or limit any mortgage or deed of trust permitted by
this Agreement or any rights or interests provided in this Agreement for the protection of
the holders of such mortgages or deeds of trust. In addition, the Agency shall have no
right to retake possession of Housing Units on portions of the Site following the Initial
Sale of such units.
Upon the revesting in Agency of title to the Site as provided in this Section,
Agency shall, pursuant to its responsibilities under state law, use its reasonable efforts to
resell the Site as soon and in such manner as the Agency shall find feasible and consistent
with the objectives of such law and of the Redevelopment Plan, as it exists or may be
amended, to a qualified and responsible party or parties (as determined by Agency) who
will assume the obligation of making or completing the Developer Improvements, or such
improvements in their stead as shall be satisfactory to Agency and in accordance with the
uses specified for the Site or part thereof in the Redevelopment Plan. Upon such resale of
the Site, the net proceeds thereof after repayment of any mortgage or deed of trust
encumbering the Site which is permitted by this Agreement, shall be applied:
(i) First, to reimburse Agency, on its own behalf or on behalf of the City, all
costs and expenses incurred by the Agency, excluding City and Agency
staff costs, but specifically, including, without limitation, any expenditures
by Agency or City in connection with the recapture, management and
resale of the Site or part thereof (but less any income derived by the
Agency from the Site or part thereof in connection with such
Attachment No. 3 - Page 2